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HomeMy WebLinkAbout2016-05-17 - Agendas - FinalCity of Fayetteville, Arkansas 113 West Mountain Street Fayetteville, AR 72701 (479) 575-8323 Meeting Agenda - Final Agenda Tuesday, May 17, 2016 5:30 PM City Hall Room 219 City Council Meeting Adella Gray Ward I Sarah Marsh Ward 1 Mark Kinion Ward 2 Matthew Petty Ward 2 Justin Tennant Ward 3 Martin W. Schoppmeyer, Jr. Ward 3 John S. La Tour Ward 4 Alan Long Ward 4 ELECTED OFFICIALS: Mayor Lioneld Jordan City Attorney Kit Williams City Clerk Sondra Smith City Council Meeting Meeting Agenda - Final Agenda May 17, 2016 Call To Order Roll Call Pledge of Allegiance Mayor's Announcements, Proclamations and Recognitions City Council Meeting Presentations, Reports and Discussion Items: Agenda Additions: A. Consent: A.1 2015-0647 APPROVAL OF THE MAY 3, 2016 CITY COUNCIL MEETING MINUTES. A.2 2016-0236 MICROSOFT CORPORATION ENTERPRISE AGREEMENT RENEWAL: A RESOLUTION TO AUTHORIZE A THREE YEAR RENEWAL OF THE ENTERPRISE AGREEMENT WITH MICROSOFT CORPORATION, THROUGH ITS AUTHORIZED RESELLER SHI INTERNATIONAL CORPORATION, FOR SOFTWARE PRODUCTS IN THE AMOUNT OF $137,200.00 PER YEAR PLUS APPLICABLE TAXES, AND TO APPROVE A CONTINGENCY IN THE AMOUNT OF $13,700.00 PER YEAR FOR ADDITIONAL SOFTWARE LICENSES AS NEEDED Attachments: MICROSOFT CORPORATION ENTERPRISE AGREEMENT RENEWAL A.3 2016-0196 ANIMAL SERVICES DONATION REVENUE: A RESOLUTION TO APPROVE A BUDGET ADJUSTMENT IN THE AMOUNT OF $81,602.00 REPRESENTING DONATION REVENUE TO ANIMAL SERVICES FOR THE FIRST QUARTER OF 2016 Attachments: ANIMAL SERVICES DONATION REVENUE BA ANIMAL SERVICES DONATION REVENUE City of Fayetteville, Arkansas Page 2 Printed on 5/12/2016 City Council Meeting Meeting Agenda - Final Agenda May 17, 2016 A. 4 A. 5 A. 6 gni ti_mi � ALLIANCE PUMP & MECHANICAL, INC.: A RESOLUTION TO APPROVE A CHANGE ORDER TO THE CONTRACT WITH ALLIANCE PUMP & MECHANICAL, INC. IN THE AMOUNT OF $43,521.00 PLUS APPLICABLE TAXES FOR ADDITIONAL REPAIR SERVICES REQUIRED TO REBUILD SEVEN (7) GEARBOXES AT THE NOLAND WASTEWATER TREATMENT PLANT Attachments: ALLIANCE PUMP & MECHANICAL, INC. 2016-0222 BID #16-30 CENTRAL LAUNDRY EQUIPMENT, INC.: A RESOLUTION TO AWARD BID #16-30 AND AUTHORIZE THE PURCHASE OF FOUR COMMERCIAL WASHER EXTRACTORS AND FIVE DRYING UNITS FROM CENTRAL LAUNDRY EQUIPMENT, INC. OF WARD, ARKANSAS IN THE AMOUNT OF $65,130.00 PLUS APPLICABLE TAXES FOR USE BY THE FIRE DEPARTMENT Attachments: BID #16-30 CENTRAL LAUNDRY EQUIPMENT, INC. 2016-0213 BRADEN NEIGHBORHOOD PARK: A RESOLUTION TO APPROVE A BUDGET ADJUSTMENT IN THE AMOUNT OF $3,723.00 RECOGNIZING PARKLAND DEDICATION FEES FROM THE NORTHEAST QUADRANT TO BE USED FOR A PORTION OF IMPROVEMENTS TO AND EXPANSION OF THE PLAYGROUND AT BRADEN NEIGHBORHOOD PARK Attachments: BRADEN NEIGHBORHOOD PARK BA BRADEN NEIGHBORHOOD PARK City of Fayetteville, Arkansas Page 3 Printed on 5/12/2016 City Council Meeting Meeting Agenda - Final Agenda May 17, 2016 A. 7 A. 8 A. 9 gni ti_m�a ARKANSAS DEPARTMENT OF PARKS AND TOURISM'S OUTDOOR RECREATION GRANT: A RESOLUTION TO AUTHORIZE ACCEPTANCE OF A 50150 MATCHING GRANT FROM THE ARKANSAS DEPARTMENT OF PARKS AND TOURISM'S OUTDOOR RECREATION GRANT PROGRAM IN THE AMOUNT OF $150,000.00 FOR THE CONSTRUCTION OF PLAYGROUND AND PARKING IMPROVEMENTS AT WILSON PARK, AND TO APPROVE A BUDGET ADJUSTMENT Attachments: ARKANSAS DEPARTMENT OF PARKS AND TOURISM'S OUTDOOR RECREA'I BA ARKANSAS DEPARTMENT OF PARKS AND TOURISM'S OUTDOOR RECR 2016-0237 PARKS AND RECREATION DEPARTMENT DONATION REVENUE: A RESOLUTION TO APPROVE A BUDGET ADJUSTMENT IN THE AMOUNT OF $29,387.00 REPRESENTING DONATION REVENUE TO THE PARKS AND RECREATION DEPARTMENT Attachments: PARKS AND RECREATION DEPARTMENT DONATION REVENUE BA PARKS AND RECREATION DEPARTMENT DONATION REVENUE 2016-0227 RECREATIONAL TRAILS GRANT APPLICATION - TRAIL REPLACEMENT: A RESOLUTION TO EXPRESS THE WILLINGNESS OF THE CITY OF FAYETTEVILLE TO UTILIZE FEDERAL -AID RECREATIONAL TRAILS FUNDS AND AUTHORIZE APPLICATION FOR A 20% LOCAL MATCH GRANT THROUGH THE ARKANSAS RECREATIONAL TRAILS PROGRAM IN AN AMOUNT UP TO $56,000.00 FOR THE REPLACEMENT OF A SECTION OF THE RAZORBACK REGIONAL GREENWAY FROM MAPLE STREET TO FRISCO AVENUE Attachments: RECREATIONAL TRAILS GRANT APPLICATION - TRAIL REPLACEMENT City of Fayetteville, Arkansas Page 4 Printed on 5/12/2016 City Council Meeting Meeting Agenda - Final Agenda May 17, 2016 A.10 2016-0228 TRANSPORTATION ALTERNATIVES PROGRAM - MUD CREEK TRAIL LIGHTING: A RESOLUTION TO EXPRESS THE WILLINGNESS OF THE CITY OF FAYETTEVILLE TO UTILIZE FEDERAL -AID TRANSPORTATION ALTERNATIVES PROGRAM FUNDS AND AUTHORIZE APPLICATION FOR A 20% LOCAL MATCH GRANT THROUGH THE ARKANSAS TRANSPORTATION ALTERNATIVES PROGRAM IN AN AMOUNT UP TO $500,000.00 FOR THE INSTALLATION OF TRAIL LIGHTING ALONG THE RAZORBACK REGIONAL GREENWAY AND THE MUD CREEK TRAIL FROM THE FULBRIGHT EXPRESSWAY TO OLD MISSOURI ROAD Attachments: TRANSPORTATION ALTERNATIVES PROGRAM - MUD CREEK TRAIL LIGHT] A. 11 2016-0230 LEVI STORAGE CENTER, LLC PURCAHSE FOR CATO SPRINGS TRAIL: A RESOLUTION TO APPROVE THE PURCHASE OF 1.5 ACRES OF PROPERTY FOR CONSTRUCTION OF THE CATO SPRINGS TRAIL FROM LEVI STORAGE CENTER, LLC IN THE AMOUNT OF $31,296.00, AND TO APPROVE A PROJECT CONTINGENCY IN THE AMOUNT OF $3,129.60 Attachments: LEVI STORAGE CENTER, LLC PURCAHSE FOR CATO SPRINGS TRAIL A.12 2016-0234 HOME TEAM, LLC: A RESOLUTION TO ACCEPT THE DONATION OF 1.5 ACRES OF PROPERTY FROM HOME TEAM, LLC WITH THE RESTRICTION THAT NO DEVELOPMENT SHALL OCCUR ON THE PROPERTY FOR AT LEAST FIFTY (50) YEARS Attachments: HOME TEAM, LLC City of Fayetteville, Arkansas Page 5 Printed on 5/12/2016 City Council Meeting Meeting Agenda - Final Agenda May 17, 2016 A.13 2016-0233 FAYETTEVILLE ACTIVE TRANSPORTATION PLAN MAP AMENDMENTS: A RESOLUTION TO APPROVE AMENDMENTS TO THE FAYETTEVILLE ACTIVE TRANSPORTATION PLAN MAP TO ADD A CONNECTOR TRAIL BETWEEN THE HAMESTRING CREEK TRAIL AND THE SHILOH TRAIL, TO REMOVE A PAVED TRAIL FROM THE KESSLER MOUNTAIN RIDGE, AND TO ADD A LOOP TRAIL AROUND THE REGIONAL PARK Attachments: B. Unfinished Business: B. 1 2016-0057 B. 2 FAYETTEVILLE ACTIVE TRANSPORTATION PLAN MAP AMENDMENTS AMEND § 72.58 OFF-STREET PARKING FACILITIES; RULES AND RATES: AN ORDINANCE TO AMEND § 72.58 OFF-STREET PARKING FACILITIES; RULES AND RATES (M) TO LIMIT THE MAYOR'S AUTHORITY TO ASSIGN ANY CITY OWNED PAID PARKING LOTS OR ON -STREET PAID PARKING SPACES WITHIN THE ENTERTAINMENT DISTRICT OR THE CLOSURE OF CITY STREETS FOR THE USE OF A PERMITTED SPECIAL EVENT TO NOT MORE THAN TWO (2) DAYS PER YEAR WITHOUT EXPRESS APPROVAL OF THE CITY COUNCIL (LEFT ON SECOND READING) Attachments: Amend 72.58 Off -Street Parking Facilities; Rules and Rates Left on the Second Reading at the April 5, 2016 City Council Meeting and Tabled until the May 17, 2016 City Council Meeting. At the March 1, 2016 City Council Meeting, this ordinance was left on the second reading and. Tabled to April 5, 2016 This Ordinance was left on the first reading at the February 16, 2016 City Council meeting. 1A ti_nI OA VAC 16-5354 (1137 W. MLK BLVDJARENA VILLAGE): AN ORDINANCE TO APPROVE VAC 16-5354 SUBMITTED BY STEVE FOWLER FOR PROPERTY LOCATED AT 1137 WEST MARTIN LUTHER KING BOULEVARD TO VACATE PORTIONS OF A UTILITY EASEMENT (LEFT ON FIRST READING) Attachments: VAC 16-5354 (1137 W MLK BLVD. Arena Village) This Ordinance was left on first reading at the May 3, 2016 City Council Meeting. City of Fayetteville, Arkansas Page 6 Printed on 5/12/2016 City Council Meeting Meeting Agenda - Final Agenda May 17, 2016 B.3 2016-0205 AMEND CHAPTER 116: DOOR TO DOOR SOLICITATION: AN ORDINANCE TO AMEND CHAPTER 116: DOOR TO DOOR SOLICITATION OF THE FAYETTEVILLE CODE BY REPEALING § 116.01, ENACTING A REPLACEMENT § 116.01 AND BY AMENDING THE DEFINITION OF SOLICITOR IN § 116.02 (A) (4) (LEFT ON FIRST READING) Attachments: Amend Chanter 116: Door to Door Solicitation This Ordinance was left on first reading at the May 3, 2016 City Council Meeting. C. New Business: C. 1 2016-0248 FALLING WATERS APPEAL: AN ORDINANCE TO REZONE THAT PROPERTY DESCRIBED IN REZONING PETITION RZN 16-5385 FOR APPROXIMATELY 35.31 ACRES ON DEAD HORSE MOUNTAIN ROAD FROM R -A, RESIDENTIAL AGRICULTURE TO RSF-2, RESIDENTIAL SINGLE FAMILY, 2 UNITS PER ACRE SUBJECT TO A BILL OF ASSURANCE LIMITING DEVELOPMENT TO 51 HOMES Attachments: FALLING WATERS APPEAL C.2 2016-0193 U.S. GEOLOGICAL SURVEY JOINT FUNDING AGREEMENT: AN ORDINANCE TO WAIVE THE REQUIREMENTS OF FORMAL COMPETITIVE BIDDING AND AUTHORIZE A JOINT FUNDING AGREEMENT WITH THE U.S. GEOLOGICAL SURVEY FOR STREAM GAUGE OPERATION AND MAINTENANCE AND WATER QUALITY SAMPLING AND MONITORING AT VARIOUS LOCATIONS IN THE CITY OF FAYETTEVILLE FOR 2016 WITH THE AMOUNT PAID BY THE CITY NOT TO EXCEED $61,721.00 Attachments: U.S. GEOLOGICAL SURVEY JOINT FUNDING AGREEMENT City of Fayetteville, Arkansas Page 7 Printed on 5/12/2016 City Council Meeting Meeting Agenda - Final Agenda May 17, 2016 C.3 2016-0197 AMEND § 92.31 DANGEROUS ANIMALS AND ENACT § 92.07 INHUMANE TRAPS PROHIBITED: AN ORDINANCE TO AMEND § 92.31 DANGEROUS ANIMALS TO PROVIDE THE ANIMAL SERVICES DIVISION WTH ADDITIONAL OPTIONS TO DECLARE AN ANIMAL DANGEROUS AND ALLOW THE REHOMING OF A DANGEROUS ANIMAL WITH THE APPROVAL OF THE ANIMAL SERVICES SUPERINTENDENT, AND TO ENACT A NEW § 92.07 INHUMANE TRAPS PROHIBITED Attachments: AMEND § 92.31 DANGEROUS ANIMALS AND ENACT § 92.07 INHUMANE TRA C.4 2016-0235 SPECIAL ELECTION FOR FAYETTEVILLE PUBLIC LIBRARY: AN ORDINANCE CALLING AND SETTING A DATE FOR A SPECIAL ELECTION ON THE QUESTIONS OF (1) THE RAISING BY ONE AND ONE-HALF (1.5) MILLS THE CURRENT ONE (1.0) MILL CITY TAX ON REAL AND PERSONAL PROPERTY SUPPORTING THE MAINTENANCE AND OPERATION OF FAYETTEVILLE PUBLIC LIBRARY, AND (2) THE IMPOSITION OF A ONE AND TWO-TENTHS (1.2) MILL CITY TAX ON REAL AND PERSONAL PROPERTY TO BE PLEDGED TO AN ISSUE OR ISSUES OF BONDS NOT TO EXCEED $26,500,000 IN PRINCIPAL AMOUNT TO FINANCE CAPITAL IMPROVEMENTS TO FAYETTEVILLE PUBLIC LIBRARY; PRESCRIBING OTHER MATTERS PERTAINING THERETO; AND DECLARING AN EMERGENCY Attachments: SPECIAL ELECTION FOR FAYETTEVILLE PUBLIC LIBRARY ADDITIONAL: SPECIAL ELECTION FOR FAYETTEVILLE PUBLIC LIBRARY C.5 2016-0238 ECONOMIC DEVELOPMENT STRATEGIC PLAN: A RESOLUTION TO APPROVE AND ADOPT THE FAYETTEVILLE FIRST ECONOMIC DEVELOPMENT STRATEGIC PLAN Attachments: ECONOMIC DEVELOPMENT STRATEGIC PLAN D. City Council Agenda Session Presentations: E. City Council Tour: City of Fayetteville, Arkansas Page 8 Printed on 5/12/2016 City Council Meeting Meeting Agenda - Final Agenda May 17, 2016 F. Announcements: G. Adjournment NOTICE TO MEMBERS OF THE AUDIENCE All interested persons may address the City Council on agenda items of New and Old Business. Please wait for the Mayor to request public comment and then come to the podium, give your name, address, and comments about the agenda item. Please address only the Mayor. Questions are usually answered by the Mayor, Aldermen or Staff after the public comment period is over. Please keep your comments brief and respectful. Each person is only allowed one turn at the microphone for discussion of an agenda item. All cell phones must be silenced and may not be used within the City Council Chambers. Below is a portion of the Rules of Order and Procedure of the Fayetteville City Council pertaining to City Council meetings: Agenda additions: A new item which is requested to be added to the agenda at a City Council meeting should only be considered if it requires immediate City Council consideration and if the normal agenda setting process is not practical. The City Council may only place such new item on the City Council meeting's agenda by suspending the rules by two-thirds vote. Such agenda addition shall be heard prior to the Consent Agenda. Consent Agenda: Consent Agenda items shall be read by the Mayor and voted upon as a group without discussion by the City Council. If an Alderman wishes to comment upon or discuss a Consent Agenda item, that item shall be removed and considered immediately after the Consent Agenda has been voted upon. Old business and new business. Presentations by staff and applicants. Agenda items shall be introduced by the Mayor and, if an ordinance, read by the City Attorney. City staff shall then present a report. An agenda applicant (city contractor, rezoning or development applicant, etc.) may present its proposal only during this presentation period, but may be recalled by an alderman later to answer questions. Staff and applicants may use electronic visual aids in a City Council meeting as part of their presentation. Public comments. Public comment shall be allowed for all members of the audience on all items of old and new business and subjects of public hearings. No electronic visual aid presentations shall be allowed, but the public may submit photos, petitions, etc. to be distributed to the City Council. If a member of the public wishes for the City Clerk to distribute materials to the City Council before its meeting, such materials should be supplied to the City Clerk office no later than 9:00 a.m. on the day of the City Council meeting. Any member of the public shall first state his or her name and address, followed by a concise statement of the person's position on the question under discussion. Repetitive comments should be avoided; this applies to comments made previously either to the City Council or to the Planning Commission when those Planning Commission minutes have been provided to the Aldermen. All remarks shall be addressed to the Mayor or the City Council as a whole and not to any particular member of the City Council. No person other than the Aldermen and the person having the floor shall be permitted to enter into any discussions without permission of the Mayor. No questions shall be directed to an Alderman or city staff member except through the Mayor. City of Fayetteville, Arkansas Page 9 Printed on 5/12/2016 City Council Meeting Meeting Agenda - Final Agenda May 17, 2016 Courtesy and respect. All members of the public, all city staff and elected officials shall accord the utmost courtesy and respect to each other at all times. All shall refrain from rude or derogatory remarks, reflections as to integrity, abusive comments and statements about motives or personalities. Any member of the public who violates these standards shall be ruled out of order by the Mayor, must immediately cease speaking and shall leave the podium. Interpreters or TDD for hearing impaired are available for all City Council meetings, a 72 hour advance notice is required. For further information or to request an interpreter, please call 479-575-8330. A copy of the complete City Council agenda is available at www.fayetteville-ar.gov or in the office of the City Clerk, 113 W. Mountain, Fayetteville, Arkansas. City of Fayetteville, Arkansas Page 10 Printed on 511212016 City of Fayetteville, Arkansas Text File File Number: 2015-0647 Agenda Date: 5/17/2016 Version: 1 In Control: City Council Meeting Agenda Number: A. 1 APPROVAL OF THE MAY 3, 2016 CITY COUNCIL MEETING MINUTES. 113 West Mountain Street Fayetteville, AR 72701 (479) 575-8323 Status: Agenda Ready File Type: Minutes City of Fayetteville, Arkansas Page 1 Printed on 511212016 City of Fayetteville, Arkansas 113 West Mountain Street Fayetteville, AR 72701 (479) 575-8323 Text File File Number: 2016-0236 Agenda Date: 5/17/2016 Version: 1 Status: Agenda Ready In Control: City Council Meeting File Type: Resolution Agenda Number: A. 2 MICROSOFT CORPORATION ENTERPRISE AGREEMENT RENEWAL: A RESOLUTION TO AUTHORIZE A THREE YEAR RENEWAL OF THE ENTERPRISE AGREEMENT WITH MICROSOFT CORPORATION, THROUGH ITS AUTHORIZED RESELLER SHI INTERNATIONAL CORPORATION, FOR SOFTWARE PRODUCTS IN THE AMOUNT OF $137,200.00 PER YEAR PLUS APPLICABLE TAXES, AND TO APPROVE A CONTINGENCY IN THE AMOUNT OF $13,700.00 PER YEAR FOR ADDITIONAL SOFTWARE LICENSES AS NEEDED BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF FAYETTEVILLE, ARKANSAS: Section 1: That the City Council of the City of Fayetteville, Arkansas hereby a three year renewal of the Enterprise Agreement with Microsoft Corporation, through its authorized reseller SHI International Corporation, for software products in the amount of $137,200.00 per year plus applicable taxes, and further approves a contingency in the amount of $13,720.00 per year for additional software licenses as needed. City of Fayetteville, Arkansas Page 1 Printed on 5/12/2016 City of Fayetteville Staff Review Form 2016-0236 Legistar File ID 5/17/2016 City Council Meeting Date - Agenda Item Only N/A for Non -Agenda Item Brad Fulmer 4/29/2016 Information Technology/ Chief of Staff Submitted By Submitted Date Division / Department Action Recommendation: A resolution authorizing a contract with Microsoft for the renewal of an existing Enterprise Agreement in the amount of $137,200 per year for a three-year term from Software House International (SHI) pursuant to the Arkansas State Procurement Contract SP -09-0208 and approving a 10% contingency for additional licenses as needed. Budget Impact: 1010.XXXX.5309.02 Account Number General Fund Project Number Project Title Budgeted Item? Yes Current Budget $ 206,013.00 Funds Obligated $ 48,056.39 Current Balance $ 157,956.61 Does item have a cost? Yes Item Cost $ 137,200.00 Budget Adjustment Attached? NA Budget Adjustment Remaining Budget V20140710 Previous Ordinance or Resolution # Original Contract Number: Comments: Approval Date: CITY OF % F*1. ay lle ARKANSAS MEETING OF MAY 17, 2016 CITY COUNCIL AGENDA MEMO TO: Mayor and City Council /,,' THRU: Keith Macedo, Information Technology Director kP11 FROM: Brad Fulmer, Infrastructure Manager DATE: April 19, 2016 SUBJECT: Microsoft Enterprise Agreement Renewal RECOMMENDATION: Staff recommends authorizing a contract with Microsoft for the renewal of an existing Enterprise Agreement in the amount of $137,200 per year for a three-year term from Software House International (SHI) pursuant to the Arkansas State Procurement Contract SP -09-0208 and approving a 10% contingency for additional licenses as needed. BACKGROUND: In 2013, the City entered into an Enterprise Agreement with Microsoft for Microsoft Office suite, Migration to Office 365 with Exchange Online, and Microsoft operating system upgrades across the City. DISCUSSION: By renewing the Microsoft Enterprise Agreement (MSEA), the City will continue to see increased productivity and efficiency gains from utilizing standardized products for Microsoft software and operating systems. In addition, the MSEA simplifies software licensing, licensing inventory management, compliance, and allows staff to take advantage of the latest Microsoft product upgrades.. Furthermore, Office 365 provides web -enabled access to email, documents, contacts, and calendar on most devices including PCs, Macintosh Computers, iPhones, Android phones, and other smartphones providing for a mobile workforce. BUDGET/STAFF IMPACT: This software was approved in the 2016 Operating Budget divided among all divisions based on a per user/device model. Office 365 Plan E3 - $204/year/user Exchange Only Plan 1 - $36/year/user Windows OS SA - $42/year/device Office Pro Plus SA - $94/year/device Office 365 Plan E1 - $72/year/user Windows OS - $60/year/device Office Pro Plus - $180/year/device Attachments: Staff Review Form, Microsoft Agreement, Purchase Request Mailing Address: 113 W. Mountain Street www.fayetteville-ar.gov Fayetteville, AR 72701 MM Microsoft M U9 Enterprise Enrollment Enterprise Enrollment number 89007897 (Microsoft to complete) Previous Enrollment number 7497915 (Reseller to complete) Volume Licensing State and Local Framework ID (if applicable) This Enrollment must be attached to a signature form to be valid. This Microsoft Enterprise Enrollment is entered into between the entities as identified in the signature form as of the effective date. Enrolled Affiliate represents and warrants it is the same Customer, or an Affiliate of the Customer, that entered into the Enterprise Agreement identified on the program signature form. This Enrollment consists of: (1) these terms and conditions, (2) the terms of the Enterprise Agreement identified on the signature form, (3) the Product Selection Form, (4) any supplemental contact information form or Previous Agreement/Enrollment form that may be required, (5) any order submitted under this Enrollment. This Enrollment may only be entered into under a 2011 or later Enterprise Agreement. By entering into this Enrollment, Enrolled Affiliate agrees to be bound by the terms and conditions of the Enterprise Agreement. All terms used but not defined are located at http://www.microsoft.com/licensing/contracts. In the event of any conflict the terms of this Agreement control. Effective date. If Enrolled Affiliate is renewing Software Assurance or Subscription Licenses from one or more previous Enrollments or agreements, then the effective date will be the day after the first prior Enrollment or agreement expires or terminates. Otherwise, the effective date will be the date this Enrollment is accepted by Microsoft. Any reference to "anniversary date" refers to the anniversary of the effective date each year this Enrollment is in effect. Term. The initial term of this Enrollment will expire on the last day of the month, 36 full calendar months from the effective date of the initial term. If the Enrollment is renewed, the renewal term will expire 36 full calendar months after the effective date of the renewal term. Any reference in this Enrollment to "day" will be a calendar day., C N, - ri< Terms and Conditions 1. Definitions. Terms used but not defined in this Enrollment will have the definition in the Enterprise Agreement. The following definitions are used in this Enrollment: "Additional Product" means any Product identified as such in the Product Terms and chosen by Enrolled Affiliate under this Enrollment. "Community" means the community consisting of one or more of the following: (1) a Government, (2) an Enrolled Affiliate using eligible Government Community Cloud Services to provide solutions to a Government or a qualified member of the Community, or (3) a Customer with Customer Data that is subject to Government regulations for which Customer determines and Microsoft agrees that the use of Government Community Cloud Services is appropriate to meet Customer's regulatory requirements. Membership in the Community is ultimately at Microsoft's discretion, which may vary by Government Community Cloud Service. EA2015EnrGov(US)SLG(ENG)(Aug2015) Page 1 of 10 Document X20-12057 "Enterprise Online Service" means any Online Service designated as an Enterprise Online Service in the Product Terms and chosen by Enrolled Affiliate under this Enrollment. Enterprise Online Services are treated as Online Services, except as noted. "Enterprise Product" means any Desktop Platform Product that Microsoft designates as an Enterprise Product in the Product Terms and chosen by Enrolled Affiliate under this Enrollment. Enterprise Products must be licensed for all Qualified Devices and Qualified Users on an Enterprise -wide basis under this program. "Expiration Date" means the date upon which the Enrollment expires. "Federal Agency" means a bureau, office, agency, department or other entity of the United States Government. "Government" means a Federal Agency, State/Local Entity, or Tribal Entity acting in its governmental capacity. "Government Community Cloud Services" means Microsoft Online Services that are provisioned in Microsoft's multi -tenant data centers for exclusive use by or for the Community and offered in accordance with the National Institute of Standards and Technology (NIST) Special Publication 800-145. Microsoft Online Services that are Government Community Cloud Services are designated as such in the Use Rights and Product Terms. "Industry Device" (also known as line of business device) means any device that: (1) is not useable in its deployed configuration as a general purpose personal computing device (such as a personal computer), a multi -function server, or a commercially viable substitute for one of these systems; and (2) only employs an industry or task -specific software program (e.g. a computer-aided design program used by an architect or a point of sale program) ("Industry Program"). The device may include features and functions derived from Microsoft software or third -party software. If the device performs desktop functions (such as email, word processing, spreadsheets, database, network or Internet browsing, or scheduling, or personal finance), then the desktop functions: (1) may only be used for the purpose of supporting the Industry Program functionality; and (2) must be technically integrated with the Industry Program or employ technically enforced policies or architecture to operate only when used with the Industry Program functionality. "Managed Device" means any device on which any Affiliate in the Enterprise directly or indirectly controls one or more operating system environments. Examples of Managed Devices can be found in the Product Terms. "Qualified Device" means any device that is used by or for the benefit of Enrolled Affiliate's Enterprise and is: (1) a personal desktop computer, portable computer, workstation, or similar device capable of running Windows Pro locally (in a physical or virtual operating system environment), or (2) a device used to access a virtual desktop infrastructure ("VDI"). Qualified Devices do not include any device that is: (1) designated as a server and not used as a personal computer, (2) an Industry Device, (3) not a Managed Device. At its option, the Enrolled Affiliate may designate any device excluded above (e.g., Industry Device) that is used by or for the benefit of the Enrolled Affiliate's Enterprise as a Qualified Device for all or a subset of Enterprise Products or Online Services the Enrolled Affiliate has selected. "Qualified User" means a person (e.g., employee, consultant, contingent staff) who: (1) is a user of a Qualified Device, or (2) accesses any server software requiring an Enterprise Product Client Access License or any Enterprise Online Service. It does not include a person who accesses server software or an Online Service solely under a License identified in the Qualified User exemptions in the Product Terms. "Reseller" means an entity authorized by Microsoft to resell Licenses under this program and engaged by an Enrolled Affiliate to provide pre- and post -transaction assistance related to this agreement; "Reserved License" means for an Online Service identified as eligible for true -ups in the Product Terms, the License reserved by Enrolled Affiliate prior to use and for which Microsoft will make the Online Service available for activation. "State/Local Entity" means (1) any agency of a state or local government in the United States, or (2) any United States county, borough, commonwealth, city, municipality, town, township, special purpose district, EA2015EnrGov(US)SLG(ENG)(Aug2015) Page 2 of 10 Document X20-12057 or other similar type of governmental instrumentality established by the laws of Customer's state and located within Customer's state's jurisdiction and geographic boundaries. "Tribal Entity" means a federally -recognized tribal entity performing tribal governmental functions and eligible for funding and services from the U.S. Department of Interior by virtue of its status as an Indian tribe. "Use Rights" means, with respect to any licensing program, the use rights or terms of service for each Product and version published for that licensing program at the Volume Licensing Site. The Use Rights supersede the terms of any end user license agreement (on-screen or otherwise) that accompanies a Product. The Use Rights for Software are published by Microsoft in the Product Terms. The Use Rights for Online Services are published in the Online Services Terms. "Volume Licensing Site" means http://www.microsoft.com/licensing/contracts or a successor site. 2. Order requirements. a. Minimum Order requirements. Enrolled Affiliate's Enterprise must have a minimum of 250 Qualified Users or Qualified Devices. The initial order must include at least 250 Licenses for Enterprise Products or Enterprise Online Services. (i) Enterprise Commitment. Enrolled Affiliate must order enough Licenses to cover all Qualified Users or Qualified Devices, depending on the License Type, with one or more Enterprise Products or a mix of Enterprise Products and the corresponding Enterprise Online Services (as long as all Qualified Devices not covered by a License are only used by users covered with a user License). (ii) Enterprise Online Services only. If no Enterprise Product is ordered, , then Enrolled Affiliate need only maintain at least 250 Subscription Licenses for Enterprise Online Services. b. Additional Products. Upon satisfying the minimum order requirements above, Enrolled Affiliate may order Additional Products and Services. c. Use Rights for Enterprise Products. For Enterprise Products, if a new Product version has more restrictive use rights than the version that is current at the start of the applicable initial or renewal term of the Enrollment, those more restrictive use rights will not apply to Enrolled Affiliate's use of that Product during that term. d. Country of usage. Enrolled Affiliate must specify the countries where Licenses will be used on its initial order and on any additional orders. Resellers. Enrolled Affiliate must choose and maintain a Reseller authorized in the United States. Enrolled Affiliate will acquire its Licenses through its chosen Reseller. Orders must be submitted to the Reseller who will transmit the order to Microsoft. The Reseller and Enrolled Affiliate determine pricing and payment terms as between them, and Microsoft will invoice the Reseller based on those terms. Throughout this Agreement the term "price" refers to reference price. Resellers and other third parties do not have authority to bind or impose any obligation or liability on Microsoft. f. Adding Products. Adding new Products not previously ordered. New Enterprise Products or Enterprise Online Services may be added at any time by contacting a Microsoft Account Manager or Reseller. New Additional Products, other than Online Services, may be used if an order is placed in the month the Product is first used. For Additional Products that are Online Services, an initial order for the Online Service is required prior to use. (ii) Adding Licenses for previously ordered Products. Additional Licenses for previously ordered Products other than Online Services may be added at any time but must be included in the next true -up order. Additional Licenses for Online Services must be ordered EA2015EnrGov(US)SLG(ENG)(Aug2015) Page 3 of 10 Document X20-12057 prior to use, unless the Online Services are (1) identified as eligible for true -up in the Product Terms or (2) included as part of other Licenses. g. True -up requirements. Enrolled Affiliate must submit an annual true -up order that accounts for any changes since the initial order or last order. If there are no changes, then an update statement must be submitted instead of a true -up order. (i) Enterprise Products. For Enterprise Products, Enrolled Affiliate must determine the number of Qualified Devices and Qualified Users (if ordering user -based Licenses) at the time the true -up order is placed and must order additional Licenses for all Qualified Devices and Qualified Users that are not already covered by existing Licenses, including any Enterprise Online Services. (ii) Additional Products. For Additional Products that have been previously ordered under this Enrollment, Enrolled Affiliate must determine the maximum number of Additional Products used since the latter of the initial order, the last true -up order, or the prior anniversary date and submit a true -up order that accounts for any increase. (iii) Online Services. For Online Services identified as eligible for true -up in the Product Terms, Enrolled Affiliate may reserve the additional Licenses prior to use and payment may be deferred until the next true -up order. Microsoft will provide a report of Reserved Licenses in excess of existing orders to Enrolled Affiliate and its Reseller. Reserved Licenses will be invoiced retroactively to the month in which they were reserved. (iv) Subscription License reductions. Enrolled Affiliate may reduce the quantity of Subscription Licenses at the Enrollment anniversary date on a prospective basis if permitted in the Product Terms, as follows: 1) For Subscription Licenses that are part of an Enterprise -wide purchase, Licenses may be reduced if the total quantity of Licenses and Software Assurance for an applicable group meets or exceeds the quantity of Qualified Devices and Qualified Users (if ordering user -based Licenses) identified on the Product Selection Form, and includes any additional Qualified Devices and Qualified Users added in any prior true -up orders. Step-up Licenses do not count towards this total count. 2) For Enterprise Online Services that are not a part of an Enterprise -wide purchase, Licenses can be reduced as long as the initial order minimum requirements are maintained. 3) For Additional Products available as Subscription Licenses, Enrolled Affiliate may reduce the Licenses. If the License count is reduced to zero, then Enrolled Affiliate's use of the applicable Subscription License will be cancelled. Invoices will be adjusted to reflect any reductions in Subscription Licenses at the true -up order Enrollment anniversary date and effective as of such date. (v) Update statement. An update statement must be submitted instead of a true -up order if, since the initial order or last true -up order, Enrolled Affiliate's Enterprise: (1) has not changed the number of Qualified Devices and Qualified Users licensed with Enterprise Products or Enterprise Online Services; and (2) has not increased its usage of Additional Products. This update statement must be signed by Enrolled Affiliate's authorized representative. (vi) True -up order period. The true -up order or update statement must be received by Microsoft between 60 and 30 days prior to each Enrollment anniversary date. The third - year true -up order or update statement is due within 30 days prior to the Expiration Date, and any license reservations within this 30 day period will not be accepted. Enrolled Affiliate may submit true -up orders more often to account for increases in Product usage, but an annual true -up order or update statement must still be submitted during the annual order period. EA2015EnrGov(US)SLG(ENG)(Aug2015) Page 4 of 10 Document X20-12057 (vii)Late true -up order. If the true -up order or update statement is not received when due: 1) Microsoft will invoice Reseller for all Reserved Licenses not previously ordered and 2) Subscription License reductions cannot be reported until the following Enrollment anniversary date (or at Enrollment renewal, as applicable). h. Step-up Licenses. For Licenses eligible for a step-up under this Enrollment, Enrolled Affiliate may step-up to a higher edition or suite as follows: (i) For step-up Licenses included on an initial order, Enrolled Affiliate may order according to the true -up process. (ii) If step-up Licenses are not included on an initial order, Enrolled Affiliate may step-up initially by following the process described in the Section titled "Adding new Products not previously ordered," then for additional step-up Licenses, by following the true -up order process. i. Clerical errors. Microsoft may correct clerical errors in this Enrollment, and any documents submitted with or under this Enrollment, by providing notice by email and a reasonable opportunity for Enrolled Affiliate to object to the correction. Clerical errors include minor mistakes, unintentional additions and omissions. This provision does not apply to material terms, such as the identity, quantity or price of a Product ordered. j. Verifying compliance. Microsoft may, in its discretion and at its expense, verify compliance with this Enrollment as set forth in the Enterprise Agreement. 3. Pricing. a. Price Levels. For both the initial and any renewal term Enrolled Affiliate's Price Level for all Products ordered under this Enrollment will be Level "D" throughout the term of the Enrollment. b. Setting Prices. Enrolled Affiliate's prices for each Product or Service will be established by its Reseller. As long as Enrolled Affiliate continues to qualify for the same price level, Microsoft's prices for Resellers for each Product or Service will be fixed throughout the applicable initial or renewal Enrollment term. Price levels and Microsoft's prices to Resellers are reestablished at the beginning of the renewal term. However, if Enrolled Affiliate qualifies for a different price level during the applicable initial or renewal term, Microsoft may at its discretion establish a new price level for future new orders either upon Enrolled Affiliate's request or on its own initiative. Any changes will be based upon price level rules in the Product Selection Form. 4. Payment terms. For the initial or renewal order, Enrolled Affiliate may pay upfront or elect to spread its payments over the applicable Enrollment term. If an upfront payment is elected, Microsoft will invoice Enrolled Affiliate's Reseller in full upon acceptance of this Enrollment. If spread payments are elected, unless indicated otherwise, Microsoft will invoice Enrolled Affiliate's Reseller in three equal annual installments. The first installment will be invoiced upon Microsoft's acceptance of this Enrollment and on each Enrollment anniversary date. Subsequent orders are invoiced upon acceptance of the order and Enrolled Affiliate may elect to pay annually or upfront for Online Services and upfront for all other Licenses. 5. End of Enrollment term and termination. a. General. At the Expiration Date, Enrolled Affiliate must immediately order and pay for Licenses for Products it has used but has not previously submitted an order, except as otherwise provided in this Enrollment. b. Renewal Option. At the Expiration Date of the initial term, Enrolled Affiliate can renew Products by renewing the Enrollment for one additional 36 full calendar month term or signing EA2015EnrGov(US)SLG(ENG)(Aug2015) Page 5 of 10 Document X20-12057 a new Enrollment. Microsoft must receive a Renewal Form, Product Selection Form, and renewal order prior to or at the Expiration Date. The renewal term will start on the day following the Expiration Date. Microsoft will not unreasonably reject any renewal. Microsoft may make changes to this program that will make it necessary for Customer and its Enrolled Affiliates to enter into new agreements and Enrollments at renewal. c. If Enrolled Affiliate elects not to renew. Software Assurance. If Enrolled Affiliate elects not to renew Software Assurance for any Product under its Enrollment, then Enrolled Affiliate will not be permitted to order Software Assurance later without first acquiring a new License with Software Assurance. (ii) Online Services eligible for an Extended Term. For Online Services identified as eligible for an Extended Term in the Product Terms, the following options are available at the end of the Enrollment initial or renewal term. 1) Extended Term. Licenses for Online Services will automatically expire in accordance with the terms of the Enrollment. An extended term feature that allows Online Services to continue month-to-month ("Extended Term") is available. During the Extended Term, Online Services will be invoiced monthly at the then -current published price for Enrolled Affiliate's price level as of the Expiration Date plus a 3% administrative fee for up to one year. If Enrolled Affiliate does want an Extended Term, Reseller must submit a request to Microsoft. Microsoft must receive the request not less than 30 days prior to the Expiration Date. 2) Cancellation during Extended Term. If Enrolled Affiliate has opted for the Extended Term and later determines not to continue with the Extended Term, Reseller must submit a notice of cancellation for each Online Service. Cancellation will be effective at the end of the month following 30 days after Microsoft has received the notice. (iii) Subscription Licenses and Online Services not eligible for an Extended Term. If Enrolled Affiliate elects not to renew, the Licenses will be cancelled and will terminate as of the Expiration Date. Any associated media must be uninstalled and destroyed and Enrolled Affiliate's Enterprise must discontinue use. Microsoft may request written certification to verify compliance. d. Termination for cause. Any termination for cause of this Enrollment will be subject to the "Termination for cause" section of the Agreement. In addition, it shall be a breach of this Enrollment if Enrolled Affiliate or any Affiliate in the Enterprise that uses Government Community Cloud Services fails to meet and maintain the conditions of membership in the definition of Community. e. Early termination. Any Early termination of this Enrollment will be subject to the "Early Termination" Section of the Enterprise Agreement. For Subscription Licenses, in the event of a breach by Microsoft, or if Microsoft terminates an Online Service for regulatory reasons, Microsoft will issue Reseller a credit for any amount paid in advance for the period after termination. 6. Government Community Cloud. Community requirements. If Enrolled Affiliate purchases Government Community Cloud Services, Enrolled Affiliate certifies that it is a member of the Community and agrees to use Government Community Cloud Services solely in its capacity as a member of the Community and, for eligible Government Community Cloud Services, for the benefit of end users that are members of the Community. Use of Government Community Cloud Services by an entity that is not a member of the Community or to provide services to non -Community members is strictly prohibited and could result in termination of Enrolled Affiliate's license(s) for Government Community Cloud Services without notice. Enrolled Affiliate acknowledges that only Community EA2015EnrGov(US)SLG(ENG)(Aug2015) Page 6 of 10 Document X20-12057